Notes Payable | 9 Months Ended |
Sep. 30, 2013 |
Notes Payable [Text Block] | ' |
3 | Notes Payable | | | | | | |
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| Notes payable and long-term debt as of September 30, 2013 and December 31, 2012 consisted of the following: | | | | | | |
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| | | 30-Sep-13 | | | 31-Dec-12 | |
| | | $ | | | $ | |
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| Note payable – Citizens Bank of Oklahoma | | 75,921 | | | 195,921 | |
| Note payable – TCA Global Credit Master Fund | | 1,772,895 | | | 1,608,973 | |
| Discount on TCA Global Credit Master Fund note | | (417,924 | ) | | (186,791 | ) |
| Note payable – Eaton Oil Tools | | 43,974 | | | - | |
| Note payable – Leede Financial | | 387,909 | | | 406,567 | |
| Total third-party notes payable and long-term debt | | 1,862,775 | | | 2,024,670 | |
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| Debenture payable – Palo Verde (Note 4) | | 3,000,000 | | | 2,500,000 | |
| Discount on Palo Verde debt | | (764,052 | ) | | (1,185,567 | ) |
| Note payable – TPC Energy | | 414,183 | | | 414,183 | |
| Discount on TPC Energy Note | | - | | | (9,994 | ) |
| Note payable – Mike Paulk | | 375,000 | | | 444,444 | |
| Note payable - Other | | 21,728 | | | 21,728 | |
| Total related party notes payable and long-term debt | | 3,046,859 | | | 2,184,794 | |
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| Total notes payable and long-term debt | | 4,909,634 | | | 4,209,464 | |
| Less: Current portion | | (4,160,531 | ) | | (2,655,025 | ) |
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| Total notes payable and long-term debt, net of current portion | | 749,103 | | | 1,554,439 | |
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As of September 30, 2013 and December 31, 2012, the Company had an outstanding note to TPC Energy with a principal balance of $164,183. On March 31, 2013, the due date of the note was extended to March 31, 2014. Other terms of the note remain unchanged. The company evaluated the extension under FASB ASC 470-50 and FASB ASC 470-60 and concluded the revised term constituted a debt modification, rather than a debt extinguishment or a troubled debt restructuring. |
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As of December 31, 2012, the Company had another outstanding note to TPC Energy with a principal balance of $250,000, along with a related debt discount of $9,994. On March 11, 2013, the due date of the note was extended to March 11, 2014 and TPC Energy will continue to receive the 50% of the company’s interests in its share of the Liquidation Agents account distributions for an extra year until March 11, 2014. The Company evaluated the extension under FASB ASC 470-50 and determined that the modification was substantial and qualified as a debt extinguishment. The additional rights were valued at $39,953 and were recorded as a loss on debt extinguishment. The remaining $9,994 debt discount was also amortized during the three months ended March 31, 2013. The TPC note is included in Notes Payable – Related Parties on the balance sheet as of September 30, 2013. |
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On February 17, 2011, the Company entered into a $500,000 note payable with Mike Paulk and Steven Ensz, directors of the Company, with an annual interest rate of 10%. The note, initially due February 15, 2012 has been renewed and extended until February 17, 2014. The Company evaluated the application of ASC 470-50 and ASC 470-60 and concluded that the revised terms constituted a debt modification rather than a debt extinguishment or a troubled debt restructuring. |
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The Company entered into a financing agreement with TCA Global Credit Master Fund, LP during the first quarter of 2012. Proceeds of the financing are to be used for the drilling and completion of wells included in the Company’s inventory of Proved Undeveloped reserves (“PUD”). The Company has a commitment for a total amount of $3 million, before fees and expenses, through the issuance of a series of $1 million debentures. The debenture is secured by a first priority, perfected security interest and mortgage in oil and gas leases and properties. At no time shall the investor funds exceed 65% of the drilling and completion cost of the PUD’s with the balance provided by the Company’s generated funds. During the year ended December 31, 2012, three tranches of TCA debt totaling $3 million were issued. The total note principal balance of TCA debts and related unamortized debt discounts on December 31, 2012 are $1,608,973 and $186,791, respectively. |
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In March 2013, the fourth tranche TCA debt of $1 million was issued. The debt is due on March 1, 2014 and is payable monthly with a mandatory redemption fee equal to 10% and interest of 5%. Out of $1 million debt proceeds, $55,550 was paid to TCA for various fees, and net proceeds of $944,450 were received by the Company. The Company will also pay TCA $100,000 in cash in lieu of a stock bonus related to the issuance of the note. Fees paid and to be paid in cash totaling $155,550 to TCA Global Credit Master Fund, LP were recorded as a debt discount. |
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| In connection with the issuance of fourth tranche TCA debenture, the Company paid cash fees to other third parties valued at $50,000. These cash fees were recorded as deferred financing costs. | | | | | | |
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| In July 2013, the fifth tranche TCA debt of $750,000 was issued. The debt is due on August 1, 2014 and is payable monthly with a mandatory redemption fee equal to 10% and interest of 5%. Fees totaling $44,175 were paid with net proceeds of $705,825 received by the Company. Along with the issuance of the fifth tranche TCA debt, the Company combined all the outstanding TCA debts into one debt by entering into an amended debt agreement with TCA. The amended debt has a principal of $2,290,548.24, accrues interest at 5% per annum, and is due on August 1, 2014. Starting August 1, 2013 the Company is paying the amended TCA debt in monthly installments of $230,451.49 which includes the payment of fees and redemption premiums of $49,073 per month. The company evaluated the extension under FASB ASC 470-50 and FASB ASC 470-60 and concluded the revised term constituted a debt modification, rather than a debt extinguishment or a troubled debt restructuring. Immediately after the amendment, the unamortized debt discount on the TCA debt was $606,320. The total note principal balance of TCA debts and related unamortized debt discounts on September 30, 2013 are $1,772,895 and $417,924, respectively. | | | | | | |
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| During the nine months ended September 30, 2013, payments totaling $1,623,578 were made to TCA debts and $532,323 of debt discounts were amortized. | | | | | | |
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| On June 30, 2013, the Company extended the maturity date of note payable to Leede Financial to December 31, 2013. The other terms of the note payable remain unchanged. The Company evaluated the application of ASC 470-50 and ASC 470-60 and concluded the revised term constituted a debt modification. As the note is denominated in Canadian dollars, the Company adjusted the face value of the note based on fluctuations in exchange rates and recorded a foreign exchange gain of $18,657 during the nine months ended September 30, 2013. | | | | | | |